


of fallen fruit and the reaper's nectar

by sybilius



Category: The Silmarillion and other histories of Middle-Earth - J. R. R. Tolkien
Genre: Accidental Paralysis, Anggang shenanigans, Angst, Based on Fan Art, Bitching about Sau and Mel, Character Growth, Cunnilingus, Enthusiastic Consent, F/F, Fruit, Hedonism, I'm gonna abuse that tag and I know it, I'm serious that's what you're in for, Just spider things, Plot What Plot/Porn Without Plot, Sensual use of fruit, The equivalent of spiders being in heat, Vaginal Fingering, almost vore, be prepared, but tragedy instead lmao that's the silm for ya, vaguely anatomically accurate spider/bat porn
Language: English
Status: Completed
Published: 2018-08-28
Updated: 2019-01-23
Packaged: 2019-07-03 14:47:22
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 3
Words: 6,188
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/15821064
Author URL: https://archiveofourown.org/users/sybilius/pseuds/sybilius
Summary: Ungoliant dedicates her life to pleasures of the flesh. Thuringwethil knows her place and her duty.But from time to time, she finds her pleasure in that.





	1. strawberries

**Author's Note:**

> Um, I hope you know what you're getting in for. Read the tags. This is graphic slight-furry lesbians that are sort-of spider/bat and the mating rituals are appropriate to that. This first section leans heavily on spider/spider mating rituals. I might do another that leans more on bat/bat mating rituals.
> 
> http://alyruko.tumblr.com/post/135300258821/could-you-please-draw-a-really-cute-picture-of
> 
> This work was inspired by the above fan art, you should look at that first so you can get a sense of how I picture these ladies. 
> 
> Don't say I didn't warn you ;)

The dungeons of Angband were a dripping, fathomless space, with narrow stairwells and nitre weaving the walls into tapestry. The stones had a long echo to them at the sound of a click or the drop of a footstep -- but it was all depth, no height. Nothing larger than an insect could fly down there, never mind navigating the mazes of web clotting many of the rooms.

Delivering messages on foot was something Thuringwethil considered rather beneath her, especially when it was in the literal sense. However, the lieutenant Sauron -- _Mairon_ , she corrected, best to avoid getting another nasty rebuke when Melkor was out -- hardly seemed sympathetic. As per usual.

Her wrinkled nose twitched. The scent filtering through the dungeons had an undercurrent of something musky that dried out her tongue when she tasted the air. Strange. It felt humid, and there was the usual sickly-sweet smell of fruit. She regretted wearing the soft velvet red dress today, even if it was nice to dress up when she wasn't going too far. Getting webs stuck on it would be a pain to deal with.

She placed one clawed hand along the sticky webbing, folding open her ears to listen for movement.

“Ungoliant?” normally the Queen of Darkness herself would at least come out to greet and entertain. Even if Thuringwethil was little more than a messenger.

“Can you hear me?” Ungoliant’s voice floated through the thick webs, her husky alto reverberating back into Thuringwethil’s ears. It was tricky to follow the way the sound traveled in the labyrinth. She had to lift her dress a few times to avoid piles of mostly-eaten husks of melon and what could be orc remains.

“Where are you?” though her keen eyes could see well enough in the dark, it wasn’t possible to see _through_ the lacework masses of webbing cut every which way in the corridors.

“In the chamber,” the smell of fruit-nectar and musk intensified as Thuringwethil approached. Ungoliant was couched in an almost cradle of webbing, four of her legs stretched out languidly underneath her, two arms limp and  the other two hands reaching for strawberries cascading out of an iron cask in a pile of various picked over sweetmeats. Gifts from Melkor, to keep her loyalty. The strawberries stained Ungoliant’s grey lips a gentle pink as she swiveled her curved torso towards Thuringwethil. As usual, she wore no clothes, though her chest bore full resemblance to a naked elf or Maia .

And as usual, Thuringwethil had to remind herself not to stare .

“There you are, my little shadow,” Ungoliant’s teasing pet name for her. She had various shades of flattering and unflattering nicknames for most in Angband, “What news from the Great Composer?”

Melkor _thought_ that to be flattering, otherwise he would not put up with it, but there was always a sardonic undertone to the way she said it, “None from Lord Melkor. Lieutenant Mairon requests a sample of your webbing, for experimental purposes.”

“Oh, pfft. Sauronpuss. Yes, he may do as he will,” her fingers tap the edges of the damp threads surrounding her, unusually restless, “And nothing else?”

“No my la-- no, Ungoliant,” Thuringwethil’s cheeks pinked, but Ungoliant smiled approvingly at her. She blushed harder. In some ways, Lieutenant Mairon’s insistence on formalism was easier. Even if he could be an irritating stickler sometimes. Often.

“Pity, I’m expecting a package, and without it I am quite frankly, rather indisposed. Though the Great Composer knows this, for all he is ruminating deeply on his so-called symphony,” she tilted her head back with a sigh, “No matter. These will console me for the moment. Would you like one?”

Ungoliant extended her hand, fingertips stained with the fruit she offers. It smelled sweet.

“I’ve never eaten something that has...no blood,” when she was messenger to Manwë and Aulë there was never a _need_ to eat. But there remained some kind of _feeling_ in her gut, every time she passed an elfling with a skinned knee or a cut thumb. Though she couldn't admit to the same hunger for berry flesh.

“Are you curious? It bursts in the mouth -- seeds like little stars on the tongue,” Ungoliant watched, her eight dewy black eyes wide. 

“I shouldn’t --Lord Melkor gave those--”

“He gave them to me to do with as I like. Do you really think he spares more than half a thought to my feasting requests, never mind who I share them with?”

She regarded the strawberry. It was true that Lord Melkor would not ever know or even think to ask. She licked the sharp edges of her teeth. Thuringwethil wanted that strawberry very much. That much gave her pause.

“Alright.”

She placed it whole on her tongue experimentally, closing her eyes and letting a slight gasp escape her. It did have a pleasant explosion of flavor, something cloying as opposed to metallic, that in spite of herself, Thuringwethil wanted to _savor_.

She opened her eyes, breathing in the perfume surrounding her, “Thank you. That was so very lovely, thank you.”

“You should spend more time knowing -- pursuing your hungers, little shadow,”  Ungoliant offered her a second without hesitation, this time with her lower hands. They were sticky with -- something from her webs? It stuck to Thuringwethil’s finger when she prised off the strawberry, and before she could stop herself, she put it to her lips.

Her nose twitched. This was what the smell came from no doubt, and the taste was salty and slightly sour to match. Ungoliant stared at her with stark famine in her six red eyes.

“Is this what you hunger for?”

Thuringwethil suddenly became very conscious of the fact that she and Ungoliant were quite close. Close enough to touch easily. Had she overstepped her boundaries?

“I….I’m sorry...I--”

“Thuringwethil,” two of Ungoliant's arms fell on her shoulders, one on her waist. Thuringwethil could feel the quick pulse running up from Ungoliant’s breast to her collarbone,“Did you -- ”

Before she loses her nerve, Thuringwethil leans forward, pressing her lips experimentally over Ungoliant’s slightly open mouth. On Ungoliant’s teeth Thuringwethil tastes the sweet strawberries, remnants of some kind of flesh, the taste of Quenya blood. She rakes her tongue over the roof of Ungoliant’s mouth, burying her claws in thick, cobwebbed hair.

When she breaks away to draw breath, Thuringwethil is far hungrier than she was a moment before.

“There. Now was that so hard?” Ungoliant’s hand reached up and brushed her cheek, almost reverently.

“I...thank you,” a nervous part of Thuringwethil wanted to slip out of her grasp, but something flickering in the pulse of her neck made her press closer to Ungoliant’s chest, a nervous squeak escaping her.

“Hush little shadow. You don’t need to thank me for any pleasure we share.” she paused, regal as the queen of night that she was, “But there is something you can help me with.”

“Yes, yes,” Thuringwethil let out a breath, wondering if this was how lesser creatures swooned. She straightened as much as she could, “I live to serve.”

“I said I was waiting for a package-- perhaps we can-- you, can deliver something to dull the ache for the time being,” Ungoliant guided Thuringwethil’s hand gently to her breast, purring approvingly when she squeezed it eagerly.

The next delivery was _certainly_ going to be late. For once, Thuringwethil couldn’t bring herself to care.

She leaned in to Ungoliant’s ear, granting her submission with a whisper, “What can I do?”

“Bring me that cask of berries.”

While Thuringwethil fumbled with the heavy tureen, Ungoliant shifted backwards on her legs, exposing her abdomen. From her spineret she released a long stream of thread, catching it with her lower legs and braiding it over, under, into an elegant net. Thuringwethil's eyes travelled up Ungoliant’s abdomen to where her slit opened at her torso.

God, it was red like the nectar of the throat and Thuringwethil absolutely _craved_ it.

“Right there,” Ungoliant gestured towards the net, slightly out of breath, “Place the berries in there. Good girl. Now, wrap it up.”

Thuringwethil’s hands shook slightly, the sticky-sweet substance on the webs now coating her hands completely. She picked up the package, heart in her throat, eyes flickering to Ungoliant’s berry-like clit. She licks her dry lips, the taste of the filmy substance still lingering on her tongue.

“And now?”

“Now, sweet messenger. I need you to deliver it. Please,” she traced the edge of her cunt with one hand. Thuringwethil swallowed, pressing the mass of berries and webbing together.

“Is it too big? I do not wish to hurt you, my queen,” Thuringwethil’s tongue tripped over the title, but it somehow felt _right_ , at the moment. One of Ungoliant’s hand grasped hers, the other squeezing at the webbing until juice dripped through Thuringwethil’s claws.

“Trust me, little shadow.”

Thuringwethil held her claws in tight as she pushed through hot folds of flesh. Ungoliant gasped sharply, but yielded, until Thuringwethil could feel the web and berries pulping inside her, feel her breath throbbing from the inside to where it met Thuringwethil’s sensitive ears.

Then her tongue found the sweet-berry tip of Ungoliant’s clit, tracing the shape of it curiously. Ungoliant moaned with a shudder that Thuringwethil could feel up the entire abdomen. She quickened her pace, moving her claws inside, and licking her hot, sweet cunt like it was the her first taste of blood.

And oh _god_ , did blood even taste this good? Thuringwethil was almost dizzy with it, but kept the pace, sucking and licking till she felt Ungoliant’s insides clench around her, and the scream that hit her ears quite nearly deafened her.

She collapsed, breathing hard, her sticky fingers gripping on to the fur of Ungoliant’s abdomen. She glanced up to Ungoliant, who smiled beautifically through lidded eyes, and Thuringwethil felt her heart flip over.

In the wrong direction. Oh god, what had she just done? That was so unprofessional, she ought to have--

“Thank you, Thuringwethil,” Ungoliant shifted onto her side, something of a flush on her grey cheeks, “I needed that desperately. And you, my little shadow?”

Thuringwethil’s brain stuttered. What she needed, was to get back to delivering things she could understand. Her wings fluttered of their own accord, and she managed a little half-bow, “I live to serve, my que--- Ungoliant.”

She turned away before Ungoliant could see her cheeks burning, and half-flew up the stairs, wiping her hands frantically on her dress. It was near-impossible to believe what she had just done, and yet. She straightened up when she reached the tree-light at the top of Angband’s steps.

A long flight was in order. And a change of clothes. Saur-- Mairon’s orders would have to wait.

She caught herself tasting the edge of her claw absent-mindedly-- then flinched at the way it made her heart jump.

**Notes for the Chapter:**

> Yeah so I have two other chapters of this planned??? Idk if I will write them but please leave a comment if you liked/want to see more. Or you know, kinkshame me. I cannot believe this is my first fic under the silm tag, smdh I swear I've never had an interest in furry things before this. Ah well.


	2. melon

**Notes for the Chapter:**

> Big shout-out to everyone who encouraged me to go ahead with part 2. You're everything an obscure porno writer could ask for. 
> 
> Anyways this next chapter is v cute so I hope you like it!!

Thuringwethil woke with the taste of strawberry on her tongue.

She blinked her dewy eyes open, wondering how long she'd slept for. She’d usually be delivering messages only within Angband today, so she could afford to rest a little longer. And the morning Orc Black Speech diction courses would be taking up much of the Master’s time. Still. It wouldn't please Lieutenant Mairon too much if she showed up much past dusk.

Letting her claws go from her upside-down sleeping position, Thuringwethil half-tumbled, half-flew towards the dark waterfall that dripped down the corner of her cave. She stretched her wings in her hanging perch, rinsing off her long sleep. As she shivered under the bracing cold water, she thought about strawberries. It'd been a week since she'd seen Ungoliant, a week since they'd -- well Thuringwethil supposed she’d have to call it mating, knowing what little she did about spiders.

She _should_ really return, ask Ungoliant about it. For forgiveness if she had to. Thuringwethil didn't know what kind of madness a spider’s heat brought on but she didn't want to consider the unintended side effect of finding mousy, half-bat messenger Maia attractive. She brushed her wet hair out of her eyes, thinking about the texture of Ungoliant's sweet lips, about the way she'd whispered in her ear.

Certainly the explanation of a kind of madness made more sense than the alternative.

“Thuringwethil?”

She could almost hear the way Ungoliant had said her name.

“Little shadow, are you there?”

Thuringwethil nearly tumbled from her perch, catching herself by her wing-claws on the wall. She shuffled to a small crevice, praying she hadn't been visible for that embarrassing bit of clumsiness.

“Just taking a shower!” she bit her tongue on _my lady_ or any similar term of respect.

“Oh, my apologies, should I return--”

“N-no, I’ll be right with you!” she hastily scrabbled down the waterfall, grabbing a towel to tuck around her body. Musn’t let her wait. She flew over with determined focus.

On the other hand, she could have paused for a bit of decency beyond a towel. Especially since for once, Ungoliant was actually wearing a night-black dress, some kind of satin that brought out the softness of her skin. She was sitting, stiffer than usual, on the slab of rock by the entrance of the cave that functioned almost as a sofa.Under her lower left arm she cradled a bright green melon.

“Um,” Thuringwethil blinked and stared for a moment, “Hi. I mean, hello.”

“Are you certain this is the best time? I can come back, if you wish,” Ungoliant’s cheeks flushed pink.

“No, this is fine, I shouldn't have slept so late if I was needed,” she adjusted her towel, trying to make it look casual, “How can I be of service?”

“I simply wished to know if you were alright. I hadn't seen you since our small tryst in my nest,” she tilted her head almost wistfully, Thrungwethil could feel her face heating up at the word _tryst_ , “I wondered if I had perhaps overstepped boundaries.”

“No, no, it was me that-- you don't have to say anything about that. If you don't want to.”

“Why would I not?” Ungoliant’s six eyes flickered with something like hurt. Thuringwethil bit her lip, anxious to right her mistake.

“You weren't...were you in your right mind?”

Ungoliant’s brow furrowed, “Of course, why wouldn't you-- I always know exactly what I want.”

Oh. Well, that much, she should have known.

“Was it what you...wanted?” Ungoliant seemed almost contrite, her pretty lips curving downwards. Then Thuringwethil realized what she was asking.

“Yes!” she stuttered hurryingly, then composed herself, “Yes, very much, my lady.”

“You should not seem so surprised. Not to make obvious statements, but you are ravishing,” her lips curved upwards, amused, “No matter what you're wearing.”

Thuringwethil was certain her blush had turned her as red as those strawberries. She met Ungoliant's eyes for a moment, then immediately turned her head back to the stone floor. She sat down gingerly next to Ungoliant on the stone bench.

Ungoliant regarded her gently, “Was that too much? You really think of yourself as so displeasing?”

Thuringwethil glanced up to the dripping stalactites, considering this, “I'm a messenger, I'm not... something to be looked at or desired. I don't think about it.”

That was the truth, and it did calm her heartbeat a little to say it. Ungoliant tilted her head, cobwebbed black hair spilling across her face, “Why was it that you joined the Lieutenant Sauron then?”

“He...he promised I could have what I desired,” she licked her lips. Close to midnight, once per day. Sweet Quenya blood.

“The Lieutenant then already saw more than simply a messenger,” Ungoliant produced a knife from a pouch at her hip, her hands deftly slicing the watermelon to pieces.

“Something to desire. Something _delicious_ ,” and the way Ungoliant said it made her shiver with both fear and arousal, “But you're not a piece of fruit, little shadow. It would be unfair of me to take what I desire without offering you the same.”

“I do...want to,” she took the slice of melon that Ungoliant offered, nibbled on it tentatively. Just as good as the strawberries, “but I don't ….I don't know what's permissible.”

“Then ask, little shadow,”

“Can I -- may I kiss you?”

“You certainly may,” Ungoliant leaned to to her, and Thuringwethil took a deep breath in, pressed her lips to Ungoliant's. Carefully her lips opened for Thuringwethil’s, let the sweet melon burst over her with a caress of her tongue. Thuringwethil shivered and leaned in to the kiss, losing herself in the taste and sensation of Ungoliant's hands, down her back and hips.

It takes her a moment to realize the towel has long since fallen to the floor. She can't help her blush, but she does reach for the back of Ungoliant's dress with a measure of confidence.

“May I?”

“Please,” Ungoliant's diamond-bright eyes crawled over her shamelessly. Thuringwethil smiled, unclasping the back and slowly pulling the satin overtop of Ungoliant's velvet-grey breasts. She fought not to hesitate then, brushing her claws gently over Ungoliant's nipple before squeezing in earnest.

She licked her tongue along Ungoliant's neck, enjoying the moan of pleasure that slipped from her partner's lips. It was intoxicating, having this near-goddess shivering in her arms. She brushed a claw down to the lower part of Ungoliant's torso and was rewarded with a hiss of pleasure. Then Ungoliant blinked, drawing back to compose herself.

“Here I must ask-- I am not entirely certain how a creature of your form desires pleasure.”

Oh. _Oh._ Thuringwethil thought back to the directionless expressions of pleasure the Maia of Aule would sometimes engage in. She couldn't recall a specific partner but she did remember--

“Well. It's usually upside down and involves the mouth-- much as I did for you, my lady,” Thuringwethil did blush and glance downward then, the thought of Ungoliant servicing her pleasure rather overwhelming.

“And a talented tongue you had too, little shadow. I will have to work hard to be your equal,” she glanced up to the stalactites, “is there anywhere you would prefer?”

“There, I suppose,” Thuringwethil pointed to the corner closest to the waterfall where she slept. Ungoliant nodded once, then suddenly her warmth vanished as she skittered up the cave walls on deft feet. Thuringwethil laughed in earnest and took to a lazy flight, meeting Ungoliant just as she arrived. She settled into her favourite perch while Ungoliant spun silk to secure her feet.

Then her arms moved carefully up Thuringwethil's legs, her breath gusting over the swell of Thuringwethil's clit. Thuringwethil shivered. Part of her wished that Ungoliant had some kind of wings to speak of -- as she was used to a certain amount of coccoon-like closeness --

“Oh -- ah--” a warm tongue on her suddenly obliterated all qualms she had. It was warm, almost fiery as it had been in Aule's forges. But with an edge of teeth on her labia, something terrifying and strange that had always been her legacy. Something she'd always _burned_ for.

She could feel herself going almost numb with the pleasure of it, catching her grip on the roof-- no, wait, could she catch--

Thuringwethil let out a yelp as her feet relaxed from their perch, “I-- I can't move!”

She tumbled down, her wings useless for a terrifying half second before she was caught, wrapped in a net of Ungoliant's silk. Safe. Ungoliant pulled her up close, so that she could feel the heartbeat as frantic as her own.

“Darkness of the void,” Ungoliant swore, “I am so sorry, Thuringwethil. It hadn't occurred to me to take precautions with my venom. Are you alright? It shouldn't be fatal, but I hadn't thought.”

Thuringwethil blinked, her senses overloaded with a low burn coming straight from her core. Actually, now that she was safe -- it was almost nice.

No, it was _very_ nice, “I -- I think I'm fine. Now that you have me.”

“I've got you.”

“It-- it feels good,” she admitted.

“Does it, now?” a wicked amusement danced in Ungoliant's eyes, “would you like me to--?”

“Yes,” Thuringwethil said, probably too quickly given the shock still running through her senses.  Ungoliant kept her upper hands secured around her waist, but her lower fingers crawled down to touch and circle Thuringwethil's clit.

She swore a stream when Ungoliant's fingers entered her, long and crooked, moving with a rhythm that turned the numbness into near-unbearable bliss. For a blessed minute, she thought of nothing but the overwhelming sensation, crackling along her wings all the way to her toes.

Then she gasped, her eyes shocking open and her fingers managing to clench against the dissapating poison, waves of pleasure enveloping her. She buried her head into Ungoliant's breast, breathing out the last of it.

“By the Valar,” she gasped after a moment. Ungoliant laughed, a deep, heady rumble.

“I am glad my oversight did not inhibit your pleasure, sweet Thuringwethil.”

“Rather-- the opposite,” Thuringwethil managed, trying to flex her fingers, “I think it's wearing off, if you'll give me a moment, my lady--”

“Take time as you need, my dear. I came here as a pleasure call to you -- though if you wish to have this again, another time, that can certainly be arranged.”

“Yes, yes very much, my lady. And then, I will be at your service,” Thuringwethil tried her best to straighten her back, and managed to at least do so with her neck. Ungoliant smiled wickedly, kissing her on the cheek.

“Then I very much look forward to your next... delivery, as it were.”

Thuringwethil laughed, settling in to the crook of Ungoliant's arm. The sound of cool water was comforting, and she was content. It was hard to care about much else.

“Lieutenant Sauron will be greatly displeased at my lateness,” she murmered, failing to feel regretful.

“Then he may direct that displeasure at me, by way of Lord Melkor,” she pursed her lips, stroking a stray hair off Thuringwethil's face, “Sauronpuss knows I answer to no one, and that my allegiance requires fully autonomy.”

She paused, then her lips curved wickedly, “Should he give you any difficulty with the idea that I had need of you, you may always tell him the nature of our relationship. I suspect he will want no further detail.”

Thuringwethil blushed violently, though Ungoliant was not incorrect. Lieutenant Sauron was easily... perturbed by mentions of sexuality, no doubt due to his poorly received advances on Lord Melkor.

Still. That was _a_ relationship that Ungoliant had referred to. She nuzzled into Ungoliant's shoulder.

“Perhaps I will be the one to deliver your fruit and sweetmeat tomorrow?”

“Mangos, I believe I requested,” Ungoliant mused, carding her hand through Thuringwethil's hair, “Yes, little shadow. I cannot imagine anything more delightful.”

  
  
  


**Notes for the Chapter:**

> As always, comments and kudos are super appreciated and encourage me to get the last chapter out! :')


	3. pomegranate

Thuringwethil was flying anxious laps around the perimeter of Angband when the sky went dark. 

Darker, rather, as the light of the Two Trees had only ever reached the boundaries of Angband in filmy tendrils at the western edge of the sky. Like roots, reflected. Now, there was nothing. 

Thuringwethil had to stop, perching on a dead branch, for her eyes to adjust to the intensified gloom. 

So they'd really done it. 

Not that she'd had any doubts. Lord Melkor was a formidable and clever Valar, and Thuringwethil found it hard to imagine anything that could stop Ungoliant from getting what she wanted. 

She blinked at the lightless sky. Varda would be heartbroken. Though she hadn't thought about her former mistress in years-- her heart clenched a little, imagining her sadness. 

Still. The world sang on. She drew the red velvet cloak Ungoliant had gifted her around her shoulders. Her eyes were already adjusting, taking in the little light from the volcanic glow where the balrogs took their rest. Bats were made to live in the dark. 

They were making a new world for all of them. 

A few hours later, on the red and grey streaked horizon, her keen eyes made out a shift in color. An ethereal blue glow, shifting and reflecting against the smoke. She flew closer, hoping that it signaled the arrival of her lover, the end of this messy business. The glow intensified. 

Then from the distant hills came two forms in motion. First, Lord Melkor, in his most terrifying glory, flying low to the with his red eyes glinting and a vaults worth of treasures behind him. Then Thuringwethil's heart almost stopped. For the form behind him she at first almost didn't recognize. 

Ungoliant had grown to nearly three times her considerable size. Her normally grey skin was luminescent, glowing as Mistress Varda would, but with an unnatural sheen. Her eyes burned like stars threatening to remake themselves in catastrophic explosions with as much creation as destruction. Her cobwebbed hair shone behind her, the barren shrubs of Angband almost retreating from the light she cast as she ran. 

She was beautiful. Beautiful and terrible. 

Thuringwethil hung paralyzed for a moment, stricken by the sight. What had the new world done to her? What force of Melkor or Eru's making could have transformed her so? Had it made her half Valar, her immortal hunger sated at last? 

Then Thuringwethil's eyes widened as she realized how Ungoliant and Lord Melkor had destroyed the trees. There was no destroying Light, as she knew well from Mistress Varda. There was only twisting it, channeling it into other forms. 

She had become the bearer of what was once Light. How it changed her -- Eru knew, or perhaps not. Not even Eru had set Ungoliant's music in motion. 

Ungoliant glanced to the skies for a moment, her eyes still searing, but in the pinch of her brow was a fraction of the one Thuringwethil knew. The one she owed her allegiance to. Thuringwethil shook her head, preparing to meet her lover. In whatever new form she had. 

But just as she tensed her legs to take flight, she heard the shrill note of Lieutenant Mairon's summons. Half of her resisted her instincts. Did she not owe her love greater allegiance than Sauron? Even as she wondered this, she had already taken flight towards the sound of the call. 

She did, however, curse him and his timing as she did so, weaving in and out of the monolithic towers of granite that surrounded Angband. Was he in the inner chambers? His linguistic conservatory, developing the black speech? 

She found him at last in the watchtower, eyes keen as ever on the Lord to which they both had sworn their loyalty. She alighted on the tower's edge, her claws almost slipping on the black moss as she caught her breath. 

“At your service, Lieutenant.”

“Your punctuality is lacking. I require a missive to Gothmog,” Sauron murmured, not taking his eyes off of the two figures in the glow of the distance. They had ceased their movements. He squinted carefully, “Tell him to prepare for a greeting worthy of his Master's success.” 

“Right away, sir. Is he to be found in the lower heat sanctum?” 

“That is your concern, and not mine,” Sauron waved her off. Thuringwethil resisted the growing impulse to make a dry comment. She could almost hear Ungoliant's sly barb chastising Sauron for his fruitless attempts at order. 

In and out of the deep tunnels beneath Angband she flew, trying to get to the Balrog's home quick as she could. The stalactites dripped as she passed, counting the seconds in which she had not learned what had become of Ungoliant. It was quiet. 

She did not register that as odd until she finally arrived at the depths of the inner sanctum. 

Not only was Gothmog not present-- the cavernous space was empty of anyone, nothing but the slow flow of lava and a few overturned rocks.

Thuringwethil mopped her brow, momentarily stymied, when she heard it. 

The smallest echo of an anguished screech, punctuated by blows, the discordant jumble of notes from a Valar in danger -- 

Something was very, very wrong. 

Heart in her throat, she spun around to spiral out of the deepest underground of Angband. The clamour grew louder with every fathom she gained, until it was clear that a battle was taking place outside her home. Or was ending. 

The sounds were just starting to die off when she finally flew out of the southern lower watch. She searched the horizon, desperate for answers, and was met by the disappearing glow of that ethereal light of the trees. 

Ungoliant was running. 

This time, Thuringwethil didn't have to think. She urged her exhausted wings on, faster, harder to follow the light. She didn't hesitate when she heard the Lieutenant's call a second time, shrill and cutting in the icy air. 

She had to know. Was Ungoliant safe? Was she hurt? What had happened? What madness had the Light driven her to? 

By the time she was close enough to almost feel the starlight-warmth, her wings were nearly screaming for rest. She half-tumbled into the brambles and fell-trees below, gasping for breath. The cuts on her skin from the thorns she barely felt. 

The sky was dark above her, so, so dark. 

“Ungoliant!” she called into the half-light of the forest, her voice ragged and wrecked. Nothing. 

No-- the shift and snap of broken wood, entire trees felling near her. Thuringwethil's heart quickened to fever pitch, the fear coursing through her. What had she to fear, from the one who knew her as intimately as she knew herself? 

“Thuringwethil,” Ungoliant's deep voice was charged with an undercurrent of melody. The kind of tune that could move mountains, tear open skies. 

It was her legs Thuringwethil saw first, now thick as poplar trees and their hairs like vicious thorns. Then her body emerged from the gloom, almost seeming to shrink to a normal size when her glowing ruby eyes fell upon Thuringwethil shivering on the moss covered ground. Thuringwethil struggled to her feet, trying to take in the way Ungoliant's form shifted under her eyes. She could go blind from the effort of looking, she was sure. 

“Ungoliant, I--” her voice ended with a terrified squeak. She composed herself, “What, what are we doing here?” 

“I wanted to see you,” there was something frail underneath her half-whisper, something of the Ungoliant Thuringwethil knew. She blinked, taking in the exposed, blistered flesh on her huge body. Marks from the Balrogs? How? Why?

“You're hurt, you -- what happened?” 

“ _ Betrayal _ by his hand,” the very land beneath seemed to shudder under those words, her six eyes searing-- then her arms were at Thuringwethil’s shoulders. Too sudden, but still gentle. 

“I apologize -- the Light. It --” she squeezed her six eyes shut, her chest heaving.

“I. I just wanted to make sure you were safe,” her hand brushed Ungoliant's face, shaking but still sure. Ungoliant sighed, her form ever shrinking, yet growing more brilliant to contain the light. Thuringwethil couldn't meet her eyes, though her gaze was magnetic. 

“I wanted to know you,” Ungoliant said simply, her voice the one that Thuringwethil remembered at last. 

“You do, more than anyone else!” for a moment, she forgot the fear pounding in her chest, took Ungoliant's face in both hands and kissed the ragged breath from her lips. The Light seared beneath her skin, half burning Thuringwethil's mouth, but she couldn't bring herself to care. She had to hold on to Ungoliant, despite the creeping feeling that this was folly akin to catching light itself. 

When Thuringwethil opened her eyes, the Light dimmed slightly-- Ungoliant had changed. Her form now encircled Thuringwethil entirely,

“The hunger -- I-- it--” she shook slightly around Thruingwethil, her hands everywhere. Coaxing, making Thuringwethil shiver with their gentleness. As she had so many times before in the safety of the Angband caves. 

“Shh, just come back. Those red fruits are still in your chambers,” part of Thuringwethil knew this was folly-- she knew Ungoliant could not return, though she may not have understood why. 

“I wanted to  _ have _ you.”

That deep rumble all the way down the now huge column of Ungoliant's throat. Thuringwethil looked up, now having to turn up her neck to see her face. The normally sweet gust of her breath was now like the wind. It was then that Thuringwethil understood. 

The Light had not sated her hunger. The Light had  _ become _ her hunger. 

And now its fire would have her, would have any morsel that presented itself to her for consumption. All was to become one with the Light, with the vessel of the darkness that carried it. 

She swallowed hard, at last having a name for her fear. 

“Please,” she said, not knowing whether she asked to be spared by the Light or to become one with it. Ungoliant's lips parted, her mouth chasmous-- dear Eru, she wanted to close her eyes, but the Light was hypnotic.

“Fly, little shadow.” 

The arms around her loosened, Ungoliant's frame shrank and brightened, her eyes downcast and anguished. She was letting her go-- forcing herself to, Thuringwethil realized, seeing the clench of her four fists. 

Oh, Eru, she couldn't -- no. Thuringwethil wasn't ready she couldn't --

“I can't -- I'm not--” 

\-- she couldn't leave her --

The lilt of Lieutenant Sauron's call cut through whatever protests she was to make. 

“Please,” there was no doubt what Ungoliant was asking for. Thuringwethil could see that Ungoliant's arms were shaking with the effort of holding herself back. 

With a scream to the skies she pulled free, glancing back to see the Light take Ungoliant again, the brush of her fingers on the edge of her wings. She flew. 

She flew without looking back, the weight in her chest a burden almost too great to bear. She could hear the trees behind her splinter and flew higher still, until she could see nothing but the formless sky above. So empty. 

Eventually, the sounds faded, and the knifelike towers of Angband began to fade into view. She could have searched for the call, gone to Sauron's side -- but the last thing she wanted was for him to see the tears streaking down her face. Instead, she tumbled into the alcove that led to the stairs, all the way down to the empty dungeon where Ungoliant -- where she once lived. 

Thuringwethil took the steps slowly, her claws catching along the webs. She breathed in. Her calm surprised even herself. Her heart hurt, worse than claws or elven tooth. But it still beat in her chest. 

Lying in a husk of orc armour were the hard scarlet fruits procured for Ungoliant, their tips like small stars. She tore one open between her hands, the seeds spilling and sticking in the webbed stones on the floor like small drops of blood. 

She shivered. The cloak had fallen off her back into the brush. 

Likely for the better, she told her aching heart. It beat in answer. 

Absently, she took three seeds in her palm, swallowing them one by one. Still too sweet. Not like the blood she craved. 

So, what must she do to gain that which she desired?

That's what Ungoliant would have asked. She glanced to the staircase, brushing her face clean, narrowing her eyes. 

They would be in the Inner Sanctum. 

Thuringwethil strode in at a languid pace, not bothering to use her wings for speed. Lord Melkor was seated hollow-eyed on his throne as Sauron fussed over his wounds. He looked almost as weak as a Maia, like this. For a moment Thuringwethil almost hesitated, worried that she had chosen wrong. Then Sauron saw her, dropping his bandages, the color rising in his normally pale cheeks. 

“Thuringwethil. Your hesitation is unacceptable, in a time of such tantamount--” 

“Be quiet, Sauron,” she spat. That made him pause, and Lord Melkor too, looking up from his shivering. The old fire and guile that had drawn her was still in his gaze, despite his worry. 

After all, he had still made good on his word, had he not? 

“Ungoliant has fled--” the distance in her voice surprised even herself. It was refined, certain. Like something she knew, “She will not return to Angband.”

That much she knew. Ungoliant had let her go, and the Light and its hunger would drive her elsewhere. Someplace empty and void, or rather her hunger would make it void. 

“Are you so certain?” Lord Melkor addressed her directly, as he had rarely done in the past. 

“I am,” Thuringwethil then realized -- the timbre and bearing of her voice was much as Ungoliant's had once been. Everything she admired about her lover.

Let this be my tribute then, she decided, let this be her memory. 

“I have chosen my allegiance, and it lies here. Do not make me regret that decision.” 

“You forg--” 

“Silence, Lieutenant,” Melkor drew himself up, barely wincing against his wounds, “Your loyalty is valued, Thuringwethil.” 

“Thank you, my Lord. I require some time to feed and recover, and will respond following.” 

Without waiting for her dismissal, Thuringwethil turned on her heel, almost smirking at Sauron's outrage to herself. 

It was a new World. And though she was alone, she would herself make certain there was a place for her in it. 

  
  
  
  


**Notes for the Chapter:**

> Ayyyyy uhh canon ending? yay?
> 
> sorry if ya'll were expecting vore. reasonable, tbh. if it weren't for canon this would have probably ended in vore. 
> 
> At least Thuri is Queen Bitch at Angband now, amiright? 


End file.
